NDAs: Why I Don’t Sign Them

Over the years, I’ve helped countless companies, startups, established firms, big ideas, small projects. Every now and then, someone asks me to sign a nondisclosure agreement (NDA).

I always say no.

NDAs, also known as confidentiality agreements, are designed to protect sensitive information. On the surface, they might seem harmless or even necessary. But in my experience, they’re often a red flag, and not just because I work for transparency in tourism. Here’s why I refuse to sign them, and why you might want to think twice before doing so yourself:

1. Secrecy Raises Red Flags

Companies that demand NDAs before trust is established often operate from a place of fear or control. This raises questions: What are they hiding? Why don’t they trust professional ethics to safeguard their information? While there are legitimate reasons for confidentiality, an overreliance on NDAs often signals deeper issues, paranoia, lack of transparency, or even sketchy practices.

2. Common Sense Covers Confidentiality

As a professional, I operate under a set of unwritten rules. I don’t share sensitive information, and I don’t misuse what clients entrust to me. These basic principles are already baked into any ethical working relationship. NDAs, in most cases, are redundant and unnecessary, adding layers of legal complexity to what should be a foundation of trust.

3. Transparency Builds Stronger Companies

The best companies I’ve worked with embrace openness. They don’t fear sharing their ideas—they thrive on collaboration. Businesses that are willing to share without cloaking everything in secrecy tend to be more innovative and better prepared for success. Transparency is a competitive advantage, not a weakness.

Common NDA Clauses to Watch For

If you do consider signing an NDA, it’s crucial to understand what you’re agreeing to. Here are some typical clauses to review carefully:

  • Mutuality: Ensure the agreement protects your information as well as theirs. If you’re sharing sensitive data, like client lists or strategic plans, this safeguard is non-negotiable.

  • Definition of Confidential Information: Be wary of overly broad definitions that could unintentionally cover irrelevant or publicly available data.

  • Exceptions for Public Information or Legal Requirements: The NDA should explicitly allow you to comply with laws and discuss information that becomes public through no fault of your own.

  • Third-Party Responsibilities: Watch out for clauses that make you responsible for others’ actions, such as suppliers or contractors.

If a company insists on an NDA, it’s not the right fit for me. I believe great businesses don’t hide behind legal barriers; they focus on building something worth sharing. I am a transparency fighter. It would be strange to sign..

But, of course, you decide what is right for you.

For those navigating an NDA request, remember: it’s not just about protecting ideas, it’s about understanding what the request signals about the company’s culture and trust. Openness is the foundation of innovation, and a culture of collaboration always beats a culture of fear.

A good rule is to create something that doesn’t need secrecy to succeed.

Håvard Utheim

Håvard Utheim is a strategic advisor, concept developer, with a focus on innovation, sustainability, and transparent communication in the travel industry and beyond. He is passionate about challenging the status quo and driving positive change

https://thetransparencycompany.no
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